UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
October 18, 2006
Date of report (Date of earliest event reported)
SEI Investments Company
(Exact name of registrant as specified in its charter)
| Pennsylvania | 0-10200 | 23-1707341 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
1 Freedom Valley Drive
Oaks, Pennsylvania 19456
(Address of principal executive offices) (Zip Code)
(610) 676-1000
(Registrants’ telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On Wednesday, October 18, 2006, SEI Investments Company issued a press release announcing its financial and operating results for the third quarter ended September 30, 2006. A copy of the press release is furnished as Exhibit 99.1 and incorporated in this Item 2.02 by reference.
As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 2.02 and in Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing with the Securities and Exchange Commission, except as shall be expressly provided by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
99.1 Press Release dated October 18, 2006 of SEI Investments Company.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SEI Investments Company | ||||
| Date: October 18, 2006 | By: | /s/ Dennis J. McGonigle | ||
| Dennis J. McGonigle | ||||
| Chief Financial Officer | ||||
3
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Press Release dated October 18, 2006 of SEI Investments Company. |
4
Exhibit 99.1
NEWS FROM SEI
For Immediate Release
| Contact: | Mark Samuels, SVP | Murray Louis, VP | Larry Wexler, Corp PR | |||
| Voice: | 610.676.2024 | 610.676.1932 | 610.676.1440 | |||
| msamuels@seic.com | mlouis@seic.com | lwexler@seic.com | ||||
| Pages: | Eight |
SEI Investments Reports Third-Quarter 2006 Results
Net Income up 23%
OAKS, Pa., October 18, 2006 — SEI Investments Company (NASDAQ:SEIC) today announced financial results for third-quarter 2006, reporting increases in revenues, net income and earnings per share, compared to the corresponding period for the prior year. Revenues in the third-quarter 2006 include (in thousands) $75,078 from LSV Asset Management (LSV) due to the consolidation of its operations with SEI. Revenues in the third-quarter 2006 without LSV are (in thousands) $223,006, an increase of 15 percent.
| Consolidated Overview (In thousands, except earnings per share) |
For the Three Months Ended September 30, |
For the Nine Months Ended September 30, |
||||||||||||||||
| 2006 | 2005 | % | 2006 | 2005 | % | |||||||||||||
| Revenues |
$ | 298,084 | $ | 193,659 | 54 | % | $ | 860,235 | $ | 569,420 | 51 | % | ||||||
| Net Income Before Taxes |
88,724 | 76,677 | 16 | % | 260,702 | 214,874 | 21 | % | ||||||||||
| Net Income |
60,549 | 49,196 | 23 | % | 173,366 | 137,089 | 26 | % | ||||||||||
| Diluted Earnings Per Share |
$ | .60 | $ | .48 | 25 | % | $ | 1.71 | $ | 1.32 | 30 | % | ||||||
“We continue to be satisfied with our quarterly results, especially since we are shifting into the execution stage of our new strategies,” said Alfred P. West, Jr., SEI Chairman and CEO.
“The investments we are making are on schedule, the market acceptance of our new solutions is strengthening, and our transformation is well underway. In the long run, we remain firm in our belief that what we are doing will position us to provide our clients with increased opportunities for success and allow us to grow our future revenues and profits more rapidly.”
1
Summary of Third-Quarter and Year to Date Results by Business Segment
| (In thousands) | For the Three Month Period Ended September 30, |
For the Nine Month Period Ended September 30, |
||||||||||||||||||||
| 2006 | 2005 | % | 2006 | 2005 | % | |||||||||||||||||
| Private Banking and Trust: |
||||||||||||||||||||||
| Revenues |
$ | 73,225 | $ | 63,898 | 15 | % | $ | 212,388 | $ | 199,686 | 6 | % | ||||||||||
| Expenses |
45,352 | 40,773 | 11 | % | 136,197 | 125,672 | 8 | % | ||||||||||||||
| Operating Profit |
$ | 27,873 | $ | 23,125 | 21 | % | $ | 76,191 | $ | 74,014 | 3 | % | ||||||||||
| Operating Margin |
38 | % | 36 | % | 36 | % | 37 | % | ||||||||||||||
| Investment Advisors: |
||||||||||||||||||||||
| Revenues |
55,117 | 52,525 | 5 | % | 165,646 | 149,741 | 11 | % | ||||||||||||||
| Expenses |
27,535 | 22,229 | 24 | % | 82,745 | 65,010 | 27 | % | ||||||||||||||
| Operating Profit |
27,582 | 30,296 | (9 | )% | 82,901 | 84,731 | (2 | )% | ||||||||||||||
| Operating Margin |
50 | % | 58 | % | 50 | % | 57 | % | ||||||||||||||
| Enterprises: |
||||||||||||||||||||||
| Revenues |
42,115 | 33,563 | 25 | % | 119,166 | 95,055 | 25 | % | ||||||||||||||
| Expenses |
27,210 | 22,902 | 19 | % | 77,814 | 64,561 | 21 | % | ||||||||||||||
| Operating Profit |
14,905 | 10,661 | 40 | % | 41,352 | 30,494 | 36 | % | ||||||||||||||
| Operating Margin |
35 | % | 32 | % | 35 | % | 32 | % | ||||||||||||||
| Money Managers: |
||||||||||||||||||||||
| Revenues |
29,802 | 26,602 | 12 | % | 86,138 | 76,116 | 13 | % | ||||||||||||||
| Expenses |
22,131 | 22,672 | (2 | )% | 67,158 | 63,394 | 6 | % | ||||||||||||||
| Operating Profit |
7,671 | 3,930 | 95 | % | 18,980 | 12,722 | 49 | % | ||||||||||||||
| Operating Margin |
26 | % | 15 | % | 22 | % | 17 | % | ||||||||||||||
| Investments in New Businesses: |
||||||||||||||||||||||
| Revenues |
22,747 | 17,071 | 33 | % | 66,134 | 48,822 | 35 | % | ||||||||||||||
| Expenses |
32,278 | 23,571 | 37 | % | 85,312 | 70,124 | 22 | % | ||||||||||||||
| Operating Loss |
(9,531 | ) | (6,500 | ) | 47 | % | (19,178 | ) | (21,302 | ) | (10 | )% | ||||||||||
| Operating Margin |
(42 | )% | (38 | )% | (29 | )% | (44 | )% | ||||||||||||||
| LSV |
||||||||||||||||||||||
| Revenues |
75,078 | — | — | 210,763 | — | — | ||||||||||||||||
| Expenses (1) |
45,990 | — | — | 129,768 | — | — | ||||||||||||||||
| Operating profit (2) |
29,088 | — | — | 80,995 | — | — | ||||||||||||||||
| 39 | % | 38 | % | |||||||||||||||||||
| Consolidated Segment Totals: |
||||||||||||||||||||||
| Revenues |
$ | 298,084 | $ | 193,659 | 54 | % | $ | 860,235 | $ | 569,420 | 51 | % | ||||||||||
| Expenses |
200,496 | 132,147 | 52 | % | 578,994 | 388,761 | 49 | % | ||||||||||||||
| Operating Profit |
$ | 97,588 | $ | 61,512 | 59 | % | $ | 281,241 | $ | 180,659 | 56 | % | ||||||||||
| Operating Margin |
33 | % | 32 | % | 33 | % | 32 | % | ||||||||||||||
| (1) | Includes $39,653 and $110,519 for the three and nine month periods ended September 30, 2006, respectively, of minority interest to the other partners of LSV. |
| (2) | Our proportionate share in the earnings of LSV for the three and nine month periods ending September 30, 2005 was $20,956 and $53,818, respectively, and was reflected in Equity in the earnings of unconsolidated affiliate. |
2
A reconciliation of the totals reported for the business segments to the applicable line items in the Consolidated Statements of Income for the three and nine month periods ended September 30, 2006 are as follows:
| Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
| 2006 | 2005 | 2006 | 2005 | |||||||||||||
| Total operating profit from business segments |
$ | 97,588 | $ | 61,512 | $ | 281,241 | $ | 180,659 | ||||||||
| General and Administrative expenses |
(9,772 | ) | (8,212 | ) | (28,621 | ) | (25,331 | ) | ||||||||
| Equity in the earnings of unconsolidated affiliate |
— | 20,956 | — | 53,818 | ||||||||||||
| Net (loss) gain from investments |
(2,226 | ) | (130 | ) | (1,866 | ) | 219 | |||||||||
| Interest, net |
1,922 | 1,610 | 5,071 | 4,568 | ||||||||||||
| Other income |
— | 941 | 1,588 | 941 | ||||||||||||
| LSV Employee Group (1) |
1,212 | — | 3,289 | — | ||||||||||||
| Income before taxes |
$ | 88,724 | $ | 76,677 | $ | 260,702 | $ | 214,874 | ||||||||
| (1) | – LSV Employee Group includes $18 and $44 expense for the three and nine month periods ended September 30, 2006, respectively, included in general and administrative, $35 and $42 for the three and nine month periods ended September 30, 2006, respectively, included in interest income, and $1,229 and $3,287 for the three and nine month periods ended September 30, 2006, respectively, included in interest expense. These items are offset through Minority interest since SEI does not have any ownership in LSV Employee Group LLC. |
Third-Quarter Business Commentary:
| • | As of the first-quarter, SEI began to consolidate the operations of LSV Asset Management and LSV Employee Group. As of the third quarter, the company’s percentage ownership in LSV remained at 43 percent. In the third quarter 2006, the company recognized $29.1 million as its portion of the earnings from LSV versus $21.0 million in third quarter 2005. |
| • | Private Banking & Trust revenue was higher versus a year ago reflecting net new client activity as well as one time revenues during the quarter. One time revenues in third-quarter 2006 included $4.7 million related to a contract buyout. |
| • | The Enterprises, Money Managers and Investments in New Businesses segments all realized double digit revenue growth versus year ago levels due to a combination of net new business and improved capital markets. Investment Advisors’ revenue growth was due to improved capital markets. |
| • | The Money Managers segment continues to realize improved operating margins as a result of continuing revenue growth. |
| • | Net income was positively affected by a lower effective tax rate of approximately 32% and impacted negatively by option expense under FAS 123 (R) of $7.1 million, versus $3.4 million in the second quarter 2006. The third quarter option expense included $3.1 million related to options granted that will hit their vesting target earlier than originally assumed. |
| • | Assets under management grew by $7.2 billion during the third quarter to $168.9 billion. |
| • | In the third quarter, SEI purchased approximately 250,000 shares of its common stock for $13.2 million. |
3
Earnings Conference Call
A conference call to review earnings is scheduled for 2:00 PM EDT on October 18, 2006. Investors may listen to the call at www.seic.com, or listen at www.earnings.com, a service of CCBN. The call may also be accessed at numerous financial services web sites including AOL, Motley Fool and Yahoo. Investors may also listen to replays at these web sites, or by telephone at (USA) 1-800-475-6701; (International) 320-365-3844, access code 843511.
About SEI
SEI (NASDAQ:SEIC) is a leading global provider of outsourced asset management, investment processing and investment operations solutions. The company’s innovative solutions help corporations, financial institutions, financial advisors, and affluent families create and manage wealth. As of the period ending September 30, 2006, through its subsidiaries and partnerships in which the company has a significant interest, SEI administers $344.9 billion in mutual fund and pooled assets and manages $168.9 billion in assets. SEI serves clients, conducts or is registered to conduct business and/or operations, from more than 20 offices in over a dozen countries. For more information, visit www.seic.com.
Many of our responses may be considered “forward looking statements” and include discussions about future operations, strategies and financial results. Forward-looking statements are based upon estimates and assumptions that involve risks and uncertainties, many of which are beyond our control or are subject to change. Although we believe our assumptions are reasonable, they could be inaccurate. Our actual future revenues and income could differ materially from our expected results. We have no obligation to publicly update or revise any forward-looking statements.
4
SEI INVESTMENTS COMPANY
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
| Three Months Ended September 30, | ||||||||
| 2006 | 2005 | |||||||
| Revenues (1) |
$ | 298,084 | $ | 193,659 | ||||
| Operating and development expenses |
112,396 | 99,633 | ||||||
| Sales and marketing expenses (1) |
47,351 | 33,514 | ||||||
| General and administrative expenses |
9,772 | 8,212 | ||||||
| Income before interest and taxes |
128,565 | 53,300 | ||||||
| Minority Interest |
(39,537 | ) | — | |||||
| Equity in earnings of unconsolidated affiliate |
— | 20,956 | ||||||
| Net loss on investments |
(2,226 | ) | (130 | ) | ||||
| Interest income (1) |
3,397 | 1,979 | ||||||
| Interest expense (1) |
(1,475 | ) | (369 | ) | ||||
| Other income |
— | 941 | ||||||
| Income before taxes |
88,724 | 76,677 | ||||||
| Income taxes |
28,175 | 27,481 | ||||||
| Net income |
$ | 60,549 | $ | 49,196 | ||||
| Diluted earnings per common share |
$ | .60 | $ | .48 | ||||
| Shares used to calculate diluted earnings per common share |
101,630 | 102,595 | ||||||
| Basic earnings per common share |
$ | .61 | $ | .49 | ||||
| Shares used to calculate basic earnings per common share |
98,572 | 99,814 | ||||||
| (1) | – Includes the operations of LSV and LSV Employee Group for the third-quarter 2006. Revenues include $75,078 from LSV, Sales and marketing includes $6,337 from LSV, Interest income includes $365 from LSV and LSV Employee Group, and Interest expense includes $1,229 from LSV Employee Group. The portion of ownership of LSV and LSV Employee Group by non-affiliated SEI entities is reflected through Minority interest. Our proportionate share in the earnings of LSV for third-quarter 2005 was reflected in Equity in the earnings of unconsolidated affiliate. |
5
SEI INVESTMENTS COMPANY
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
| Nine Months Ended September 30, | ||||||||
| 2006 | 2005 | |||||||
| Revenues (1) |
$ | 860,235 | 569,420 | |||||
| Operating and development expenses |
332,038 | 291,140 | ||||||
| Sales and marketing expenses (1) |
132,392 | 97,621 | ||||||
| General and administrative expenses |
28,621 | 25,331 | ||||||
| Income before interest and taxes |
367,184 | 155,328 | ||||||
| Minority Interest |
(111,275 | ) | — | |||||
| Equity in earnings of unconsolidated affiliate |
— | 53,818 | ||||||
| Net (loss) gain on investments |
(1,866 | ) | 219 | |||||
| Interest income (1) |
9,149 | 5,739 | ||||||
| Interest expense (1) |
(4,078 | ) | (1,171 | ) | ||||
| Other income |
1,588 | 941 | ||||||
| Income before taxes |
260,702 | 214,874 | ||||||
| Income taxes |
87,336 | 77,785 | ||||||
| Net income |
$ | 173,366 | $ | 137,089 | ||||
| Diluted earnings per common share |
$ | 1.71 | $ | 1.32 | ||||
| Shares used to calculate diluted earnings per common share |
101,401 | 103,560 | ||||||
| Basic earnings per common share |
$ | 1.76 | $ | 1.36 | ||||
| Shares used to calculate basic earnings per common share |
98,609 | 100,792 | ||||||
| (1) | – Includes the operations of LSV and LSV Employee Group for the nine months in 2006. Revenues include $210,763 from LSV, Sales and marketing includes $19,249 from LSV, Interest income includes $1,019 from LSV and LSV Employee Group, and Interest expense includes $3,287 from LSV Employee Group. The portion of ownership of LSV and LSV Employee Group by non-affiliated SEI entities is reflected through Minority interest. Our proportionate share in the earnings of LSV for nine-months in 2005 was reflected in Equity in the earnings of unconsolidated affiliate. |
6
SEI INVESTMENTS COMPANY
CONDENSED BALANCE SHEETS
(In thousands)
| September 30, 2006 |
December 31, 2005 | |||||
| Assets |
||||||
| Cash and short-term investments (1) |
$ | 231,281 | $ | 130,128 | ||
| Restricted Cash |
10,250 | 10,250 | ||||
| Receivables (1) |
225,882 | 128,545 | ||||
| Other current assets |
19,058 | — | ||||
| Securities owned |
16,329 | 37,053 | ||||
| Total current assets |
502,800 | 305,976 | ||||
| Property and Equipment, net |
124,700 | 114,505 | ||||
| Investments available for sale |
71,649 | 54,632 | ||||
| Capitalized Software, net |
161,533 | 116,670 | ||||
| Goodwill (2) (3) |
95,062 | — | ||||
| Investment in unconsolidated affiliate (1) |
— | 51,941 | ||||
| Other assets |
22,141 | 13,423 | ||||
| Total assets |
$ | 977,885 | $ | 657,147 | ||
| Liabilities |
||||||
| Current liabilities (1) (3) |
$ | 170,243 | $ | 167,470 | ||
| Long-term debt (2) (3) |
70,474 | 9,000 | ||||
| Deferred income taxes |
57,773 | 58,989 | ||||
| Minority Interest |
104,278 | — | ||||
| Shareholders’ Equity |
575,117 | 421,688 | ||||
| Total liabilities and shareholders’ equity |
$ | 977,885 | $ | 657,147 | ||
| (1) | – Includes the accounts of LSV as of September 30, 2006. Cash includes $64,391, Receivables includes $79,152, and Current Liabilities includes $4,682 from LSV. Prior to 2006, our investment in the net assets of LSV was recorded in Investment in unconsolidated affiliate. |
| (2) | – Primarily relates to LSV Employee Group. Goodwill was primarily generated as a result of LSV Employee Group buying an equity investment of LSV for $92,000. LSV Employee Group financed the purchase price, of which $10,000 is classified as a current liability and the remaining $65,474 is reflected as Long-term debt at September 30, 2006. |
| (3) | - The Company provided an unsecured loan guarantee to LSV Employee Group which resulted in consolidating the accounts of LSV Employee Group. |
7
SEI INVESTMENTS COMPANY
ASSET BALANCES
(In millions)
| Sep. 30, 2005 |
Dec. 31, 2005 |
Mar. 31, 2006 |
Jun. 30, 2006 |
Sep. 30, 2006 | |||||||||||
| Private Banking and Trust: |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 2,504 | $ | 2,363 | $ | 2,404 | $ | 2,109 | $ | 2,101 | |||||
| Collective Trust Fund prgm. |
1,704 | 1,657 | 1,581 | 1,459 | 1,460 | ||||||||||
| Liquidity funds |
7,668 | 7,485 | 7,139 | 7,627 | 7,707 | ||||||||||
| Total assets under mgmt. |
$ | 11,876 | $ | 11,505 | $ | 11,124 | $ | 11,195 | $ | 11,268 | |||||
| Client assets under admin. |
10,612 | 10,275 | 15,279 | 15,157 | 14,449 | ||||||||||
| Total assets under admin. |
$ | 22,488 | $ | 21,780 | $ | 26,403 | $ | 26,352 | $ | 25,717 | |||||
| Investment Advisors: |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 28,993 | $ | 29,553 | $ | 31,569 | $ | 30,709 | $ | 31,977 | |||||
| Collective Trust Fund prgm. |
2,623 | 2,479 | 2,482 | 2,473 | 2,425 | ||||||||||
| Liquidity funds |
1,011 | 1,103 | 1,017 | 1,306 | 1,263 | ||||||||||
| Total assets under mgmt. |
$ | 32,627 | $ | 33,135 | $ | 35,068 | $ | 34,488 | $ | 35,665 | |||||
| Enterprises: |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 27,626 | $ | 30,203 | $ | 32,083 | $ | 32,709 | $ | 34,674 | |||||
| Collective Trust Fund prgm. |
1,013 | 1,172 | 1,157 | 1,147 | 1,150 | ||||||||||
| Liquidity funds |
2,389 | 3,153 | 4,076 | 3,823 | 4,167 | ||||||||||
| Total assets under mgmt. |
$ | 31,028 | $ | 34,528 | $ | 37,316 | $ | 37,679 | $ | 39,991 | |||||
| Money Managers: |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 13 | $ | 11 | $ | 33 | $ | 34 | $ | 34 | |||||
| Collective Trust Fund prgm. |
8,524 | 8,770 | 9,096 | 8,923 | 9,009 | ||||||||||
| Liquidity funds |
185 | 412 | 505 | 363 | 253 | ||||||||||
| Total assets under mgmt. |
$ | 8,722 | $ | 9,193 | $ | 9,634 | $ | 9,320 | $ | 9,296 | |||||
| Client assets under admin. |
168,399 | 147,357 | 151,688 | 153,406 | 161,000 | ||||||||||
| Total assets under admin. |
$ | 177,121 | $ | 156,550 | $ | 161,322 | $ | 162,726 | $ | 170,296 | |||||
| Investments in New Businesses: |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 11,093 | $ | 12,396 | $ | 12,848 | $ | 13,322 | $ | 13,931 | |||||
| Total assets under mgmt. |
$ | 11,093 | $ | 12,396 | $ | 12,848 | $ | 13,322 | $ | 13,931 | |||||
| Client assets under admin. |
6,841 | 5,894 | 4,496 | 4,053 | 552 | ||||||||||
| Total assets under admin. |
$ | 17,934 | $ | 18,290 | $ | 17,344 | $ | 17,375 | $ | 14,483 | |||||
| LSV Asset Management |
|||||||||||||||
| Equity/Fixed Income prgms. |
$ | 43,192 | $ | 47,781 | $ | 54,128 | $ | 55,687 | $ | 58,785 | |||||
| Consolidated: |
|||||||||||||||
| Equity/Fixed Income prgms (A,B) |
$ | 113,421 | $ | 122,307 | $ | 133,065 | $ | 134,570 | $ | 141,502 | |||||
| Collective Trust Fund prgm. |
13,864 | 14,078 | 14,316 | 14,002 | 14,044 | ||||||||||
| Liquidity funds (B) |
11,253 | 12,153 | 12,737 | 13,119 | 13,390 | ||||||||||
| Total assets under mgmt. |
$ | 138,538 | $ | 148,538 | $ | 160,118 | $ | 161,691 | $ | 168,936 | |||||
| Client assets under admin. |
185,852 | 163,526 | 171,463 | 172,616 | 176,001 | ||||||||||
| Total assets |
$ | 324,390 | $ | 312,064 | $ | 331,581 | $ | 334,307 | $ | 344,937 | |||||
| (A) | Equity/Fixed Income programs include $3,337 of assets invested in SEI’s Asset Allocation Funds at 9/30/06 |
| (B) | In addition to the numbers presented, SEI also administers an additional $9,870 in Funds of Funds assets (as of September 30, 2006) on which SEI does not earn an administration fee. |
8